Iron Man 2 ($425M)

Summary: With the world now aware of his dual life as the armored superhero Iron Man, billionaire inventor Tony Stark faces pressure from the government, the press, and the public to share his technology with the military. Unwilling to let go of his invention, Stark, along with Pepper Potts, and James "Rhodey" Rhodes at his side, must forge new alliances - and confront powerful enemies.

Synopsis: With the world now aware of his alter ago as the armored superhero Iron Man, billionaire inventor Tony Stark (Robert Downey Jr.) faces pressure from the government, and the public to share his technology with the military. Unwilling to let go of his invention, Stark, along with Pepper Potts (Gwyneth Paltrow), and James "Rhodey" Rhodes (Don Cheadle) at his side, must forge new alliances -- and confront powerful enemies.

Why We're Excited: After so many disappointing entries in the superhero blockbuster genre, the first Iron Man was an origins tale that rocked audiences with its brash humor, jaw-dropping effects, and a blazing rock soundtrack. But what truly surprised was Robert Downey Jr. swagger-filled performance, which proved his mettle as a action hero. From what we've seen of the sequel, it looks like Jon Favreau plans to double down on the action. By introducing two villains (Mickey Rourke as Whiplash and Sam Rockwell as Justin Hammer) for Stark to tangle with; a closer alliance with S.H.I.E.L.D. and Nick Fury (Samuel L. Jackson); and getting "Rhodey" to suit up as War Machine, we don't expect this film to have many dull moments.

Why We're Not: This thing is top heavy with star power, a factor that has diminished many of comic book franchise to come before it. (Call it the Batman Syndrome.) Expectations are incredibly high for this sequel, which inevitably means that people will be very vocal about their disappointment if it misses the target even slightly.

The secret to Iron Man, which director Jon Favreau has figured out, is that the Marvel Comics superhero is far more interesting outside of his metallic suit than he is in it. Very few costumed crime fighters can make that claim. Could you imagine a Superman movie that spends 90 percent of its time with Clark Kent? Or a Batman film dominated by boring Bruce Wayne? How vanilla.

Yet the more entertaining parts of Favreau's original Iron Man, and now its sequel, occur when self-centered billionaire Tony Stark, personified perfectly by the self-assured Robert Downey, Jr., exits his high-tech outfit and wrestles the spotlight away from his costumed alter ego. That's not to say that Iron Man is a bland protagonist, or that Favreau and his special-effects team spare any expense when it comes to the sleek upgrades implemented for their second go-round. (Love the portable suitcase suit that conveniently unfolds around Stark's moderate frame when he's forced to battle a baddie in the middle of a business trip!)

But it's the tenuous chinks in Stark's personal armor -- he's an egotistical, alcoholic, narcissistic, attention-craving womanizer -- as well as Downey's captivatingly honest examinations of his character's inherent flaws, that permit the actor, and not the effects, to carry the drama of Iron Man 2 whenever Iron Man is absent from the screen.

You just knew there would be major problems once Stark revealed to the world that he, indeed, was Iron Man at the end of the first film. In the six months following the announcement, Stark has become top dog in the weapons manufacturing race while Iron Man's existence has established a fragile world peace. Tony's already inflated sense of self has puffed up like a piñata, however, and there's no shortage of folks crawling from the shadows, brandishing big sticks, and dreaming of blasting the billionaire from his perch.

The U.S. government, specifically Senator Stern (Garry Shandling), demands Stark turn over the Iron Man suit before our country's foreign enemies learn to duplicate its dangerous technologies. Rival manufacturer Justin Hammer (Sam Rockwell) is sick and tired of living in Stark's ever-expanding shadow. Meanwhile, Russian physicist Ivan Vanko (Mickey Rourke) has a personal vendetta against the Stark family, and he plans to use Tony's own technology to permanently bury the hatchet in Iron Man's glowing chest.

These three plotlines intersect during some thrilling action scenes, most notably a mid-road-race attack in Monaco that pits Iron Man against Vanko's electrifying creation, Whiplash. But the battle, while sufficiently barbaric to appease summer movie crowds, is immediately trumped by a sharply scripted and masterfully performed post-tussle confrontation between these uncostumed rivals in the basement of a dingy French prison. If the movie geek deep down inside of you doesn't squeal with delight at the sight of seasoned character actors Downey and Rourke hurling verbal jabs at each other, then you bought tickets to the wrong film.

It's during scenes like these that you realize why Marvel Studios entrusted its franchise to Favreau. Not because he is the guy who directed Zathura, but because he is the guy who once wrote Swingers. Dialogue crackles in Justin Theroux's Iron Man 2 script, weaving humor and humility as it gravely expands the world these characters inhabit. The sequel doesn't shy away from Stark's destructive tendencies -- witness his embarrassing birthday party exploits -- but it stops short of going as deep down the rabbit hole as the historic "Demon in a Bottle" storyline comics fans adore. The notion of legacies permeates the film and weighs heavy on its characters (as heavily, I assume, as it does on Favreau). There's a rhythm to the conversations of Iron Man 2 that simply outclasses the action. Downey's no slouch when it comes to rapid, semi-improvisational delivery. And he enjoys tremendous give-and-take with Gwyneth Paltrow, Scarlett Johansson, Shandling, Rockwell, Don Cheadle ... hell, everyone steps up their game when sharing the screen with RDJ.

And then there are the conversations between Downey and Samuel L. Jackson, who returns in a beefed-up role as S.H.I.E.L.D. agent Nick Fury. As much as Iron Man 2 succeeds as a standalone sequel, it's also a vital thread in the tapestry Marvel hopes to create with the upcoming Captain America and Thor films. All roads lead to The Avengers, which hopefully will make room for The Incredible Hulk. Think about that. One film that creates space in which Downey, Ed Norton, Chris Evans, and Chris Hemsworth can play around? And potentially under the guidance of Favreau? Or Thor director Kenneth Branagh? As a fan of comics, film, or both ... how could you not marvel at the possibilities?